Funding profile · Antiviral therapeutics

Pardes Biosciences

About $302 million raised in three years, no product, and $132 million handed back to shareholders in a take private led by the firm that sponsored the shell it listed through. One Form D on file, and it does not agree with the 10-K.

$257.5MNet proceeds from the de-SPAC and concurrent private placement (10-K)
$51.6MSold in full to 36 investors, the only Form D on file (Feb 2021)
$2.13Final cash per share, tender closed Aug 30, 2023
$0.00Company’s own estimate of what the CVR would pay

Data as of September 22, 2026. Company-reported figures are labeled.

Rounds at a glance

When Round Amount Investors Source
2020 Simple agreements for future equity Not disclosed Not named in filings 10-K
Jan 2021 Preferred stock, first sale Jan 19, 2021 $51,614,997 sold of $51,614,997 offered 36 investors; Foresite Capital Management, Khosla Ventures and GMF Capital named in press reports Form D
Jun 2021 agreed, Dec 2021 funded Private placement alongside the merger $75M Foresite Capital, RA Capital, Frazier Life Sciences, T. Rowe Price accounts, GMF Capital, EcoR1, Monashee, Gilead Sciences Reported
Dec 23, 2021 Merger with FS Development Corp. II, Nasdaq: PRDS $199M reported from the trust; redemptions reported at 1.2% Public shareholders of the blank check company Reported
Through Dec 2022 Cumulative funding of operations $44.5M gross from preferred plus $257.5M net from the merger and placement As above 10-K
Aug 31, 2023 Take private by MediPacific, Inc. $2.13 per share in cash plus one non-tradeable CVR MediPacific, controlled by Foresite Capital and James Tananbaum SEC

What the filings show

Pardes Biosciences, Inc · Form D · filed Feb 3, 2021

First sale
Jan 19, 2021
Offered
$51,614,997 equity
Sold
$51,614,997 · $0 remaining
Investors
36 · average about $1,433,750
Sales commissions
$0 · finders fees $0
Exemption
Rule 506(b)
Related persons
Uri A. Lopatin (executive officer and director, signed as chief executive officer); Lee Arnold, Heidi Henson and Elizabeth Lacy (executive officers); Mark Auerbach, Michael D. Varney, James B. Tananbaum and J. Jay Lobell (directors)
Filing
SEC EDGAR, CIK 0001842257

Reading the filings

  1. One Form D, and every check was institutional.$51,614,997 divided by 36 investors is about $1,433,750 each. That is a venture syndicate, not an angel list. No later Form D exists under either company CIK: the $75 million placement and the merger were reported through the registration and proxy system instead.
  2. The Form D and the 10-K do not agree.The Form D reports $51,614,997 sold. The 10-K reports gross cash proceeds of $44.5 million from sales of preferred stock, a gap of about $7.1 million. The 10-K also lists simple agreements for future equity among the sources that funded operations. Converting SAFEs count toward a Form D offering total without being new cash, which would account for a gap of this shape. Neither filing says so.
  3. The eventual buyer signed on as a director in the first filing.James B. Tananbaum is listed as a director on the February 2021 Form D. In June 2021 his firm’s blank check company agreed to take Pardes public. In July 2023 his firm agreed to buy it. He was excluded from board discussion of the sale process from April 13, 2023, and recused himself from the vote.
  4. The exit price was net cash, to within two tenths of a percent.62,008,506 shares outstanding on July 25, 2023, times $2.13, is $132.08 million. Expected closing net cash, calculated on August 17, 2023, was about $132.31 million. The equity was worth the bank balance and nothing else.
  5. Foresite paid its own pro rata share and not a dollar more.Foresite held 16,813,146 shares, or 27.24%. The other 45,195,360 shares at $2.13 come to $96.27 million. That is also 72.76% of $132.31 million. Earlier proposals from Foresite and a rival financial buyer had carried fixed deductions of $12 million to $14 million from net cash; Closing Net Cash is a defined term that already nets out wind-down liabilities, so those deductions may have moved inside the definition rather than vanished.
  6. Unaffiliated holders did not have to take it, and most did.The offer required a majority of the shares not held by the buyer. 37,836,066 shares were tendered, 60.9% of all shares and about 83.7% of the 45,195,360 not held by Foresite. The break fee for accepting a better offer was $2.6 million, set at 2.0% of an assumed net transaction value of $130 million.

Commercial signals

Signal Detail Source type
Revenue None in any period. No product approved or authorized. Public record
Burn R&D $70.4M and G&A $29.5M in 2022, against $28.2M and $10.3M in 2021. Net loss $96.6M in 2022 and $38.5M in 2021. Public record
Cash $197.3M at Dec 31, 2022. $172.4M preliminary at Mar 31, 2023. $153.2M at Jun 30, 2023. About $132.31M expected at closing. Public record
Headcount 57 full time employees at Dec 31, 2022. Board approved a cut of about 85% on Mar 31, 2023 at an estimated $5.7M cash cost. Public record
Market check 133 reverse merger candidates considered, nine solicited, eight proposals received, three shortlisted, three financial buyers approached. None beat the Foresite terms. Public record
Litigation A plaintiff firm announced an investigation of the board on July 17, 2023. No filed case or resolution found. Not found
Residual asset The CVR pays 80% of net proceeds from any sale or licence of the antiviral portfolio within five years of closing. Company estimate at the time: $0.00. Public record

What to watch

  • Any disposition of the pomotrelvir assets before August 31, 2028, the end of the CVR window. Fortis Advisors LLC represents holders and Continental Stock Transfer & Trust Company is rights agent.
  • Whether any CVR payment is ever made public. The rights are not securities and are not registered, so no reporting obligation attaches to them.
  • The accumulated deficit at the end was $176.7M against roughly $302M raised, which frames how much of the capital was spent rather than returned.

The Pardes Biosciences story on Healthcare DiscoveryHealthcare Discovery

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Sources

  1. Public recordForm D, Pardes Biosciences, Inc, CIK 0001842257SEC · Feb 3, 2021
  2. Public recordForm 10-K for the year ended December 31, 2022SEC · Mar 14, 2023
  3. Public recordForm 8-K, workforce reduction and preliminary cash positionSEC · Apr 3, 2023
  4. Public recordSchedule 14D-9, background of the offer and reasons for the recommendationSEC · Jul 28, 2023
  5. Public recordAmended and Restated Offer to Purchase, MediPacific Sub, Inc.SEC · Aug 17, 2023
  6. Public recordForm 10-Q for the quarter ended June 30, 2023SEC · Aug 4, 2023
  7. Public recordForm 8-K and exhibit 99.1, closing of tender offerSEC · Aug 31, 2023
  8. IndependentPardes Biosciences (PRDS) to Be Acquired by MediPacific for $2.02-$2.19 Per ShareSPACInsider · Jul 17, 2023
  9. IndependentShareholder Alert: Ademi LLP investigates whether Pardes Biosciences has obtained a fair pricePR Newswire · Jul 17, 2023
  10. CompanyPardes Biosciences Enters into Agreement to be Acquired by MediPacific, Inc.GlobeNewswire · Jul 17, 2023

Compiled from SEC and other public records and published reports as of September 22, 2026. Form D notices report offerings under Regulation D; amounts reflect the filing date. Healthcare Venture Capital Fund holds no position in Pardes Biosciences. This page is not an offer to sell or a recommendation to buy any security.